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[Form 4] CompoSecure, Inc. Insider Trading Activity

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Adam J. Lowe, Chief Product & Innovation Officer of CompoSecure, Inc. (CMPO), reported changes in his beneficial ownership on Form 4. The filing shows 27,738 shares of Class A common stock were issued to Mr. Lowe on 09/08/2025 under an earn-out provision from the merger agreement that completed on December 27, 2021, and 14,116 shares were disposed of on the same date at a price of $19.40 per share. After these transactions, Mr. Lowe beneficially owns 1,494,658 shares of Class A common stock, inclusive of vested shares and multiple tranches of restricted stock units (RSUs) and performance-vesting RSUs that remain subject to service and performance vesting conditions.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Insider received earn-out shares and sold a modest block; significant ongoing equity exposure remains tied to future vesting and performance.

The Form 4 documents a non-cash issuance of 27,738 Class A shares under an earn-out from the merger and a contemporaneous disposition of 14,116 shares at $19.40 each. The reporting person still holds a substantial equity stake—1,494,658 Class A shares—including time- and performance-based RSUs that may dilute upon vesting and are contingent on continued service or achievement of performance targets. For governance, the mix of vested shares, time-based RSUs, and performance RSUs aligns executive incentives with long-term performance while the small sale is a routine liquidity event rather than a signaling of loss of confidence, based solely on the filing.

TL;DR: Transaction mix reflects earn-out completion and routine disposition; outstanding RSUs create future potential dilution and align compensation with milestones.

The filing explicitly ties the 27,738 issued shares to an earn-out in the merger agreement and details the structure of outstanding awards: multiple RSU tranches with specified vesting schedules and 412,584 performance-vesting RSUs subject to achievement of targets. The reported disposal of 14,116 shares at $19.40 appears modest relative to total holdings. Material for investors are the sizable unvested award populations that may convert into Class A shares upon vesting, affecting future share count. No other compensation amounts or cash proceeds beyond the $19.40 per share sale price are disclosed in this document.

Insider Lowe Adam Joseph
Role Chief Product & Innov. Officer
Type Security Shares Price Value
Grant/Award Class A Common Stock 27,738 $0.00 --
Tax Withholding Class A Common Stock 14,116 $19.40 $274K
Holdings After Transaction: Class A Common Stock — 1,508,774 shares (Direct)
Footnotes (1)
  1. Issued to the Reporting Person for no additional consideration pursuant to an earn-out provision in the agreement and plan of merger (the "Merger Agreement") executed in connection with the acquisition by the issuer (f/k/a Roman DBDR Tech Acquisition Corp.) of CompoSecure Holdings, L.L.C. (the "Merger"), which was completed on December 27, 2021. The value of these shares were established in the Merger Agreement. Includes (A) 534,679 shares of Class A Common Stock owned by the reporting person, (B) 175,444 shares of Class A Common Stock underlying the RSUs that will vest on January 1, 2026, (C) 51,064 shares of Class A Common Stock underlying the RSUs that will vest on January 1, 2026, (D) 172,927 shares of Class A Common Stock underlying the RSUs that will vest on January 1, 2026, and (E) 147,960 shares of Class A Common Stock underlying RSUs that will vest in three equal installments on February 26, 2028, February 26, 2030 and February 26, 2032, subject in each case to the reporting person's continued service as of the applicable vesting date. The RSUs will be settled into Class A Common Stock upon vesting and may be settled net of shares withheld to pay applicable taxes. Includes 412,584 performance-vesting RSUs, which will vest over the applicable performance period based on the achievement of the provided performance targets, as set forth in the respective governing award agreement, subject in each case to the reporting person's continued service as of the applicable vesting date. The RSUs will be settled into Class A Common Stock upon vesting and may be settled net of shares withheld to pay applicable taxes.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Lowe Adam Joseph
(Last) (First) (Middle)
C/O COMPOSECURE, INC.
309 PIERCE STREET
(Street)
SOMERSET NJ 08873
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CompoSecure, Inc. [ CMPO ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Product & Innov. Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/08/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 09/08/2025 A 27,738 A (1)(2) 1,508,774 D
Class A Common Stock 09/08/2025 F 14,116 D $19.4 1,494,658(3)(4) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Issued to the Reporting Person for no additional consideration pursuant to an earn-out provision in the agreement and plan of merger (the "Merger Agreement") executed in connection with the acquisition by the issuer (f/k/a Roman DBDR Tech Acquisition Corp.) of CompoSecure Holdings, L.L.C. (the "Merger"), which was completed on December 27, 2021.
2. The value of these shares were established in the Merger Agreement.
3. Includes (A) 534,679 shares of Class A Common Stock owned by the reporting person, (B) 175,444 shares of Class A Common Stock underlying the RSUs that will vest on January 1, 2026, (C) 51,064 shares of Class A Common Stock underlying the RSUs that will vest on January 1, 2026, (D) 172,927 shares of Class A Common Stock underlying the RSUs that will vest on January 1, 2026, and (E) 147,960 shares of Class A Common Stock underlying RSUs that will vest in three equal installments on February 26, 2028, February 26, 2030 and February 26, 2032, subject in each case to the reporting person's continued service as of the applicable vesting date. The RSUs will be settled into Class A Common Stock upon vesting and may be settled net of shares withheld to pay applicable taxes.
4. Includes 412,584 performance-vesting RSUs, which will vest over the applicable performance period based on the achievement of the provided performance targets, as set forth in the respective governing award agreement, subject in each case to the reporting person's continued service as of the applicable vesting date. The RSUs will be settled into Class A Common Stock upon vesting and may be settled net of shares withheld to pay applicable taxes.
Remarks:
/s/ Adam Lowe, by attorney-in-fact Steven J. Feder 09/10/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR